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Solaria Energia y Medio Ambiente S.A.

Investor Presentation Feb 8, 2021

1884_rns_2021-02-08_42876f81-20b5-4f19-8368-380b5e7eb0fb.pdf

Investor Presentation

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The leading PV platform in Europe

Q4 and FY2020 Update

Disclaimer

This document has been prepared by SOLARIA ENERGÍA Y MEDIO AMBIENTE, S.A. ("Solaria") for information purposes only and it is not a regulated information or information that has been subject to prior registration or review by the Spanish Securities Market Commission. By attending a meeting where this document is presented, or by reading the slides contained herein, you will be deemed to have: (i) agreed to the following limitations and notifications and made the following undertakings; and (ii) acknowledged that you understand the legal and regulatory sanctions attached to the misuse, disclosure or improper circulation of this document.

This document includes summarised audited and unaudited information. The financial and operational information, as well as the data on the acquisitions that have been carried out, included in the presentation, come from the accounting records of Solaria. Such information may in the future be subject to audit, limited review or any other control by an auditor or an independent third party and therefore, this information may be modified or amended in the future.

The ordinary shares of Solaria are listed on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges (the "Spanish Stock Exchanges"), and Solaria is therefore required to publish certain business and financial information in accordance with the rules and practices of the Spanish Stock Exchanges and the Spanish Securities Market Commission (the "Exchange Information"), which includes its audited annual financial statements. This information is available, in both the Spanish and English languages, on Solaria's website (www.solariaenergia.com).

Neither this document nor any information contained herein may be reproduced in any form, used or further distributed to any other person or published, in whole or in part, for any purpose. Failure to comply with this obligation may constitute a violation of applicable securities laws and/or may result in civil, administrative or criminal penalties.

This document is not an offer for the sale or the solicitation of an offer to subscribe for or buy any securities in the United States or to U.S. persons. The securities of Solaria may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act").

Neither this document nor any copy of it shall be taken, transmitted into, disclosed, diffused, published or distributed in the United States, Canada, Australia or Japan. The distribution of this document in other jurisdictions may also be restricted by law and persons into whose possession this document comes should inform themselves about and observe any such restrictions.

This document is not a prospectus and does not constitute or form part of, and should not be construed as, any offer, inducement, invitation, solicitation or commitment to purchase, subscribe to, provide, sell or underwrite any securities, services or products or to provide any recommendations for financial, securities, investment or other advice or to take any decision.

This document includes, in addition to historical information, forward-looking statements about revenue and earnings of Solaria and about matters such as its industry, business strategy, goals and expectations concerning its market position, future operations, margins, profitability, capital expenditures, capital resources and other financial and operating information. Forward-looking statements include statements concerning plans, objective, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The words "believe", "expect", "anticipate", "intends", "estimate", "forecast", "project", "will", "may", "should" and similar expressions identify forward-looking statements. Other forward looking statements can be identified from the context in which they are made. These forward-looking statements are based on numerous assumptions regarding the present and future business strategies of Solaria and the environment in which Solaria expects to operate in the future. These forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates and other factors, which may be beyond Solaria's control and which may cause the actual results, performance or achievements of Solaria, or industry results, to be materially different from those expressed or implied by these forward-looking statements. None of the future projections, expectations, estimates or prospects in this document should be taken as forecasts or promises nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects have been prepared are correct or exhaustive or, in the case of the assumptions, fully stated in the document. Many factors could cause the actual results, performance or achievements of Solaria to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected or targeted. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual results or otherwise.

The information in this document has not been independently verified and will not be updated. The information in this document, including but not limited to forward-looking statements, applies only as of the date of this document and is not intended to give any assurances as to future results. Solaria expressly disclaims any obligation or undertaking to disseminate any updates or revisions to the information, including any financial data and any forward-looking statements, contained in this document, and will not publicly release any revisions that may affect the information contained in this document and that may result from any change in its expectations, or any change in events, conditions or circumstances on which any forward-looking statements are based or whichever other events or circumstances arising on or after the date of this document.

Market and competitive position data used in this document not attributed to a specific source, if any, are estimates of Solaria and have not been independently verified. While Solaria believes, acting in good faith, that such estimates are reasonable and reliable, they and their underlying methodology and assumptions have not been verified by independent sources for accuracy or completeness and are subject to change. Additionally, certain data in this document has been obtained from third parties. While such data is believed, in good faith, to be reliable for the purposes for which they are used in this document, Solaria expressly disclaims any liability as to the accuracy or completeness of such data. Accordingly, you should not place undue reliance on this information.

Certain financial and statistical information contained in this document is subject to rounding adjustments. Accordingly, any discrepancies between the totals and the sums of the amounts listed are due to rounding. Certain management financial and operating measures included in this document have not been subject to a financial audit nor have been independently verified by a third party.

This document discloses neither the risks nor other material issues regarding an investment in the securities of Solaria. The information included in this presentation is subject to, and should be read together with, all publicly available information, including the Exchange Information. However, you should be aware that (i) Solaria's business and results of operations are dependent on the regulatory environment and (ii) Solaria's pipeline involves numerous risks and uncertainties. Regulation

The development, construction and operation of solar PV parks are highly regulated activities and Solaria conducts its operations in many countries and jurisdictions, which are governed by different laws and regulations. Such laws and regulations require licenses, permits and other approvals to be obtained and maintained in connection with the operation of its activities. The procedures for obtaining such licenses, permits and other approvals vary from country to country, making it onerous and costly to track the requirements of individual localities and comply with the varying standard.

In addition, this regulatory framework imposes significant actual, day-to-day compliance burdens, costs and risks on us. In particular, in the countries where Solaria operates, solar PV parks are subject to strict EU (for those located in Spain, Italy and Greece), national, regional and local regulations relating to their operation and expansion (including, among other things, land use rights, regional and local authorizations and permits necessary for the construction and operation of facilities, permits on landscape conservation, noise, hazardous materials or other environmental matters and specific requirements regarding the connection and access to the electric transmission and/or distribution networks). Non-compliance with such regulations could result in the revocation of permits, sanctions, fines or even criminal penalties. Compliance with regulatory requirements may result in substantial costs to Solaria's operations that may not be recovered.

In addition, Solaria cannot predict whether the permits will attract significant opposition (public or otherwise including on account of litigation) or whether the permitting process will be lengthened due to administrative complexities and appeals.

Additionally, changes to these laws and requirements or of its interpretation by regulatory authorities and courts or the implementation of new such regulations affecting the solar PV parks in Solaria's portfolio may result in significant additional expenses and may have a material adverse effect on Solaria's business, financial condition, results of operations and cash flows to the extent that Solaria cannot comply with such laws. Thus, laws and regulations could be changed to provide for new rate programs that undermine the economic returns for both new and existing solar PV parks in operation by charging additional, non-negotiable fixed or demand charges or other fees or reductions in the number of solar PV projects allowed under net metering policies. These changes may make the development of a solar PV park infeasible or economically disadvantageous and any expenditure Solaria may have made on such solar PV park may be wholly or partially written off.

Solaria also faces regulatory risks imposed by various transmission providers and operators, including regional transmission operators and independent system operators, and their corresponding market rules. These regulations may contain provisions that limit access to the transmission grid or allocate scarce transmission capacity in a particular manner, which could materially and adversely affect Solaria's business, financial condition, results of operations and cash flows.

To the extent Solaria enters into new markets in different jurisdictions, Solaria will face different regulatory regimes, business practices, governmental requirements and industry conditions. As a result, Solaria's prior experiences and knowledge in other jurisdictions may not be relevant, and Solaria may spend substantial resources familiarizing itself with the new environment and conditions.

Pipeline

Solaria's current business strategy requires the successful completion of the development and operation of the projects in its portfolio and its plans to further organically grow such portfolio of solar PV parks. As part of Solaria's growth plan, Solaria may acquire solar PV parks in different development stages.

The development of the projects in Solaria's pipeline involves numerous risks and uncertainties and requires extensive funding, research, planning and due diligence. Solaria may be required to incur significant amounts of capital expenditure for land viability analysis, land and interconnection rights, preliminary engineering, permitting, legal and other expenses before it can determine whether a solar PV park is economically, technologically or otherwise feasible.

Difficulties that Solaria may face when executing this development and growth strategy include:

• obtaining and maintaining required construction, environmental and other permits, licenses and approvals; securing suitable project sites, necessary rights of way and satisfactory land rights (including land use) in the appropriate locations with capacity on the transmission grid;

• unanticipated changes in project plans;

• connecting to the power grid on schedule and within budget;

• connecting to the power grid if there is insufficient grid capacity;

• identifying, attracting and retaining qualified development specialists, technical engineering specialists and other key personnel;

• entering into PPAs or other arrangements that are commercially acceptable and adequate to obtain third-party financing therefor;

• securing cost-competitive financing on attractive terms;

• the availability of solar PV modules and other specialized equipment, increases in their prices and negotiating favorable payment terms with suppliers;

• negotiating satisfactory engineering, procurement and construction ("EPC") agreements;

• satisfactorily completing construction on schedule, avoiding defective or late execution by providers and contractors labor, including equipment and materials supply delays, shortages or disruptions, work stoppages or labor disputes;

• cost over-runs, due to any one or more of the foregoing factors;

• operating and maintaining solar PV parks efficiently to maintain the power output and system performance; and

• accurately prioritizing geographic markets for entry, including estimates on addressable market demand.

Accordingly, some of the pipeline solar PV projects may not be completed or even proceed to construction and Solaria may not be able to recover any of the amounts invested.

All the foregoing shall be taking into account by those persons or entities which have to take decisions or issue opinions relating to the securities issued by Solaria. All such persons or entities are invited to consult all public documents and information of the Company registered within the Spanish Securities Market Commission, including the Exchange Information.

Agenda

    1. Key Highlights
    1. Pillars of growth in place
    1. Solaria 2.0: A 18GW Solar Leader by 2030
    1. Final remarks

Key Highlights

1. Key highlights FY2020

Pillars of growth in place

Strong set of results
Production +341% y/y; Revenues +48% y/y; EBITDA +56% y/y; Net profit +27% y/y

Financing cost optimization
Robust backlog supporting targets
626MW Trillo Project, the largest PV project in Europe is a 2021 reality

1,030MW installed and under construction in 2020YE. 1,828MW by Q1 2021
Earnings presentation
Profitability focus
Best in class in Capex and Opex in Europe with project IRR > 12%
PPA leader in Iberia
560MW secured last month (January 2021) reaching more than 1.5GW
in total
Sustainability growth
New ESG, environmental and diversity policies

First non financial
information report publication

Solaria 2.0: Growth acceleration

18GW by 2030
-- -- -------------- --
Solar = New king of electricity
The EU agreement approved on 11 December 2020
is a point of no return

Electrification and hydrogen will fuel demand

Iberia will be the solar hub of Europe
Unique growth opportunity with
disciplined investment framework

Organic growth in core Iberian market: reaffirm 6.2GW by 2025 and 11GW
by 2030

Opportunity to replicate organic growth success in Italy (3GW) and
complement portfolio with additions in select European markets (4GW)

2. Pillars of growth in place Strong set of results

Energy production record and strict control of the operating expenses

Energy production (GWh)

In line with new installations, energy production rose by over +341% y/y to 506.7GWh

Revenues generated by energy sales up

Revenues generated by energy sales (€mn)

43.5 64.5 Total revenues (€mn) FY19 FY20 +48%

FY18 FY19 FY20

Total revenues up +48% y/y, in line with growth of energy sales EBITDA reached €49.1mn, up +56% y/y, in line with growth of total revenues, owing to very strict control of operating expenses (+1%)

EBITDA (€mn)

2. Pillars of growth in place Strong set of results

Outstanding profit on the back of strong operating leverage

Profit before tax amounted to €20.4mn, up +250% y/y and reflecting the company's sound capacity of cash generation without impact of tax credit

  • Old industrial assets fully amortized in 2019
  • Further optimization of financial costs

Net profit (€mn)

Profit before tax (€mn)

Net profit up +27% y/y from €23.9mn to €30.4mn

2. Pillars of growth in place Strong set of results

Financing cost optimization

2. Pillars of growth in place Profitability focus

Best in class in Capex & Opex in Iberia. 12% minimum Project IRR target

1 Assumptions: Amortisation 30Y. Asset lifetime 25Y. Load factor 22.7%. Long-term price after PPA = PPA Price without inflation, use of DTAs.

2. Pillars of growth in place Profitability focus

We target further capex reduction of 9% per year in 2022 and 2023

Modules Trackers, Inverters, Transformers BOS

2. Pillars of growth in place Focus on construction of large-scale projects

1,828MW installed and under construction in 1Q21 presentation and 2,150MW installed target by end 2021 3,135MW under construction to deliver 2,120MW by end 2022 (1.4x coverage)

1 Spain

2. Pillars of growth in place Large scale projects are now a reality

Landmark 626MW Trillo Project fully on track

626MW already in public information

Purchasing all the materials for the PV plant

Construction beginning in April 2021

COD December 2021

TRILLO NODE (Guadalajara, Spain)

Largest solar PV plant in Europe (626MW)

Trillo 400 kV Substation

129,000 Est. Revenues per day1

2. Pillars of growth in place Large scale projects are now a reality

Trillo in numbers – The largest solar PV project in Europe

1 Est. Opex €8,000 .Generation tax 7%. Load factor 1,950 hours

2. Pillars of growth in place Large scale projects are now a reality

Garoña and Villaviciosa 1,377MW From energy producer to energy manager

Always focus on innovation

With storage

For the first time we are going to include batteries in both projects:

595MW Garoña (Burgos, Spain) and 783MW Villaviciosa (Madrid, Spain)1

European recovery fund Next Generation (€750 billions)

Will send Expression of Interest to Spanish Ministry for the Ecological Transition and the Demographic Challenge within the February 26 deadline to have access to European recovery fund

2. Pillars of growth in place PPA leader in Iberia

560MW secured in last month

1 Assumptions: Amortisation 30Y. Asset lifetime 25Y. load factor 22.7%. Long-term price after PPA = PPA Price without inflation, use of DTAs.

2. Pillars of growth in place PPA leader in Iberia

Public PPAs offer attractive opportunities

European countries auctions = New PPA players in the game

10GW PV Auctions until 2025 1 st auction held on 26 January 2021 Award of 180MW at €27.97 COD 2023 12Y Project IRR = 12%1

1 Assumptions: Amortisation 30Y. Asset lifetime 25Y. load factor 22.7%. Long-term price after PPA = PPA Price without inflation, use of DTAs.

2. Pillars of growth in place PPA leader in Iberia

Note: Spain and Portugal auctions are country ratings

2. Pillars of growth in place Sustainable growth

MAIN ESG ACHIEVEMENTS

S U S TAI N AB L E C O M M I T M E N T S

New Ethics, Compliance and ESG Commission

(February)

New ESG Policy (February)

E N V I R O N M E N T ENVIRONMENT

New Environmental Policy (July) CO2 Emissions Reduction Target by 2021 (July) First Time we Calculate our Carbon Footprint Scope 3 (December)

S O C I A L SOCIAL

New Diversity Policy (July)

New Diversity Committee (July)

Target of Increasing Female Representation (July)

Target of Increasing Training Hours (July)

G O V E R N A N C E GOVERNANCE

New Anticorruption Policy (December)

New Supplier´s Code of Ethics (December)

Malus and Clawbacks for Top Management (December)

Top Management Remuneration Link to Sustainability (December)

VOLUNTARY1 SUSTAINABLE REPORT PUBLISHED FOR THE FIRST TIME IN OUR HISTORY

  1. We are not bound by Non-Financial Information Spanish Law

Solaria 2.0: A 18GW Solar Leader by 2030

3. Solaria 2.0: A 18GW Solar Leader by 2030 Solar = New king of electricity Solar PV growth expected to accelerate in Europe until 2030

Strong Institutional Support for Solar PV in Energy Transition

The EU agreement approved on 11 December 2020 is a no return point

From 40% to at least 55% reduction in greenhouse gas emissions by 20301

Renewables electricity production from 32% to 65% by 20301

IEA (2020), World Energy Outlook 2020: "Solar becomes the new King of electricity"2

Entailing an Unique Opportunity for the Renewables Growth in Europe over the Next Decade and Beyond

From 131GW in 2019 to 340GW by 20303

From 8.6GW in 2019 to 39GW by 20303

Opportunity to Potentially Outgrow Current National Targets

  1. 27 EU National Energy and Climate Plans.

Source:

1. European Commission.

2. IEA (2020), World Energy Outlook 2020, IEA, Paris https://www.iea.org/reports/world-energy-outlook-2020.

3. Solaria 2.0: A 18GW Solar Leader by 2030

Solar = New king of electricity

Long term demand for solar energy: expansion of total addressable market

  1. 27 EU National Energy and Climate Plans.

  2. Source: BP 2020 Energy Outlook.

3. Solaria 2.0: A 18GW Solar Leader by 2030 Solar = New king of electricity Iberia will be the solar hub of Europe

Solaria is sharing green energy with all Europe through PPA's with the largest European Utilities

The core of our strategy are the Customers

3. Solaria 2.0: A 18GW Solar Leader by 2030 From 6.2 to 11GW In Iberia

3. Solaria 2.0: A 18GW Solar Leader by 2030 Solaria stands behind the new regulation since CMD 2019 93 new projects admitted

June Royal Decree-law1

TARGETS

  • To stop speculation in Spain
  • To limit grid access and connection points
  • To reserve the grid solely for serious projects that are fully committed to lands and bank guarantee
  • New pipeline freeze until new regulation which may be stricter.

NEW DEADLINE

New deadlines and loss of bank guarantee (€40,000) increase developers' commitment to the project

Solaria has met the first milestone of RD23/2020, receiving all the confirmations of admission for processing of 93 new projects before the deadline 24-Dec-2020

  1. Spanish Royal Decree-law 23/2020, of June 23. RDL 23/2020

3. Solaria 2.0: A 18GW Solar Leader by 2030 3GW in Italy

PV Market starting to explode

Energy Price 25% higher than Spain

Small and medium-sized projects 10-20MW

Land scarce and complex to negotiate

National, regional and local regulation

PPA market starting, equivalent to

3. Solaria 2.0: A 18GW Solar Leader by 2030 3GW in Italy

Organic growth

Replicating Iberian business model with own team and in-house pipeline development

Project IRR target > 12% Historical local knowledge and presence

PV projects developed and operational in Italy since 2009

17MW in operation since 2009

9% of current balance sheet

500MW of opportunities already detected

100MW with connection points secured

800 Hectares of land secured

250MW PPA pipeline under negotiation

Right place, right moment

3. Solaria 2.0: A 18GW Solar Leader by 2030 4GW in rest of Europe

Non-organic growth

Acquisition of a platform and pipeline to accelerate growth

To be the reference in the solar consolidation European market in the coming years

Strong demand from our PPA customers in other European countries enabling projects

Always respecting IRR criteria

Profitability strategy driving expansion in new markets

4. Final remarks

Pillar of Growth in place

  • ❑ Solaria the Best Brand with the Best Customers
  • ❑ Very strong positioning in Iberia in Solar PV which will be replicate in Europe

2021 is a turning point in Solaria history

  • ❑ Construction of the largest PV plant in Europe this year: TRILLO 626MW
  • ❑ Innovation. Introduction of batteries

SOLARIA 2.0 = The Leading PV platform in Europe

  • ❑ Solar becomes the new King of electricity and Spain will be the solar hub in Europe
  • ❑ More organic growth in Spain and Portugal with 11GW
  • ❑ Expansion in Italy which is historically the second market of Solaria
  • ❑ Growth acceleration with non-organic acquisition of platform and pipeline in rest of Europe

Appendix

Income Statement

FY20 (unaudited)

€mm

FY20 FY19 Relative change (%)
Net sales 53.266 34.540 54
Other income and earnings 11.239 8.998 25
Total revenues 64.505 43.538 48
Personnel expenses (7.923) (5.785) 37
Operating expenses
Operating
Levies
(7.519)
(4.674)
(2.845)
(6.256)
(4.623)
(1.633)
20
1
74
EBITDA 49.063 31.497 56
Amortisation (15.990) (15.277) 5
EBIT 33.073 16.220 104
Financial Income/Loss (12.653) (10.386) 22
Profit before tax 20.419 5.834 250
Tax 9.995 18.037 (45)
NET PROFIT 30.414 23.871 27

Balance Sheet

FY20 (unaudited)

Assets

FY20 FY19 Relative change (%)
Non-current assets 609.897 462.386 32
Intangible assets 45.584 24.255 88
Tangible
fixed assets
496.431 384.678 29
Deferred tax assets 67.224 52.809 27
Other non-currents financial assets 658 644 2
Current assets 105.611 138.140 (24)
Trade and other receivables 23.270 19.493 19
Other current assets 1.033 466 122
Cash and
other
equivalent assets
81.308 118.181 (31)
Total Assets 715.507 600.256 19%

€mm

Balance Sheet FY20 (unaudited)

Liabilities

Equity 222.514 193.258 15 Capital and share premium 310.926 310.926 0 Other reserves 5.311 5.311 0 Retained earnings (83.876) (114.290) (27) Value adjustments (9.847) (8.689) 13 Non-current liabilities 406.546 326.254 25% Non-current provisions 437 (100) Obligations and long term bonds 115.753 123.154 (6) Financial liabilities with credit institutions 241.540 175.839 37 Financial lease creditors 44.398 24.524 81 Derivative financial instruments 4.855 2.300 111 Current liabilities 86.447 81.014 5 Obligations and short term bonds 5.781 15.500 (63) FY20 FY19 Relative change (%)

Financial lease creditors 44.398 24.524 81
Derivative financial instruments 4.855 2.300 111
Current liabilities 86.447 81.014 5
Obligations and short term
bonds
5.781 15.500 (63)
Financial liabilities with credit institutions 9.403 9.404
Financial lease creditors 1.338 1.563 (14)
Derivatives instruments 1.042 809 29
Commercial creditors and other accounts payable 66.779 51.421 30
Other current liabilities 2.103 2.317 (9)
Total Liabilities 715.507 600.526 19%

€mm

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